Richtech Robotics Sets 2025 Annual Meeting Agenda: Director Re-election, Auditor Ratification

TL;DR

**RR's annual meeting is a routine governance check, vote 'FOR' the board's picks to keep the ship steady.**

AI Summary

Richtech Robotics Inc. (RR) is holding its 2025 Annual Meeting of Stockholders on September 29, 2025, to address two key proposals: the re-election of Stephen Markscheid as a director for a three-year term expiring in 2028, and the ratification of Bush & Associates CPA LLC as the independent registered public accounting firm for the fiscal year ending September 30, 2025. The Board of Directors unanimously recommends a 'FOR' vote for both proposals. As of the August 25, 2025 record date, there were 39,934,846 shares of Class A Common Stock outstanding, each carrying ten votes, and 113,214,000 shares of Class B Common Stock outstanding, each with one vote. This DEF 14A filing outlines the voting procedures, including internet, telephone, mail, and in-person options, and clarifies that uninstructed proxies will be voted in favor of the Board's recommendations. The company's Annual Report on Form 10-K/A for the fiscal year ended September 30, 2024, is also being mailed to stockholders. No specific revenue or net income figures were disclosed in this proxy statement.

Why It Matters

This DEF 14A filing is crucial for investors as it outlines the governance structure and financial oversight mechanisms at Richtech Robotics. The re-election of Stephen Markscheid to the board for a three-year term ensures continuity in leadership, while the ratification of Bush & Associates CPA LLC as the auditor for fiscal year 2025 provides transparency and accountability in financial reporting. For employees and customers, stable governance and reliable financial practices can foster confidence in the company's long-term viability. In a competitive robotics market, strong corporate governance is a differentiator, signaling operational integrity to all stakeholders.

Risk Assessment

Risk Level: low — The filing primarily concerns routine corporate governance matters: the re-election of a director and the ratification of an auditor. There are no indications of contentious proposals, significant changes in company strategy, or financial distress. The Board unanimously recommends 'FOR' both proposals, suggesting a lack of internal conflict.

Analyst Insight

Investors should promptly review the proxy materials and cast their votes according to the Board's recommendations for continuity in governance and financial oversight. Given the routine nature of the proposals, a 'FOR' vote on both items is generally advisable to support stable corporate operations.

Key Numbers

• 2025-09-29 — Annual Meeting Date (Date of the 2025 Annual Meeting of Stockholders)
• 2025-08-25 — Record Date (Date for determining stockholders entitled to vote at the Annual Meeting)
• 39,934,846 — Class A Common Stock Shares Outstanding (Each share has ten votes)
• 113,214,000 — Class B Common Stock Shares Outstanding (Each share has one vote)
• 2028 — Director Term Expiration Year (Stephen Markscheid's new term would expire at the 2028 Annual Meeting)
• 2025-09-30 — Fiscal Year End (Fiscal year for which Bush & Associates CPA LLC is appointed auditor)
• 10 — Votes per Class A Share (Class A Common Stock holders have ten votes per share)
• 1 — Vote per Class B Share (Class B Common Stock holders have one vote per share)

Key Players & Entities

• RICHTECH ROBOTICS INC. (company) — Registrant and company holding the Annual Meeting
• Stephen Markscheid (person) — Director Nominee for re-election to a three-year term
• Bush & Associates CPA LLC (company) — Independent registered public accounting firm for fiscal year ending September 30, 2025
• Zhenwu (Wayne) Huang (person) — Chief Executive Officer and Director, proxy representative
• Zhenqiang (Michael) Huang (person) — Chief Financial Officer and Director, proxy representative and contact for questions
• SEC (regulator) — Securities and Exchange Commission
• Continental Stock Transfer & Trust Company (company) — Transfer agent for Richtech Robotics Inc.
• Board of Directors (company) — Governing body of Richtech Robotics Inc.

FAQ

Industry Context

Richtech Robotics Inc. operates in the robotics industry, a sector characterized by rapid technological advancement and increasing automation across various sectors. The industry is competitive, with companies focusing on developing innovative solutions for manufacturing, logistics, and other applications. Trends include the integration of AI, enhanced human-robot collaboration, and the expansion of robotic capabilities into new markets.

Regulatory Implications

As a publicly traded company, Richtech Robotics Inc. is subject to SEC regulations, including timely and accurate filing of disclosures like this DEF 14A. Compliance with corporate governance standards and accounting regulations is crucial for maintaining investor confidence and avoiding penalties.

What Investors Should Do

1. Vote on director re-election: Stockholders should consider the qualifications and tenure of Stephen Markscheid before voting.
2. Ratify auditor appointment: Stockholders should consider the importance of an independent audit for financial transparency when deciding whether to ratify Bush & Associates CPA LLC.
3. Review Annual Report: Investors are encouraged to read the Company's Annual Report on Form 10-K/A for the fiscal year ended September 30, 2024, for a comprehensive understanding of the company's financial performance and strategic direction.
4. Vote by proxy: Stockholders unable to attend the meeting are urged to vote their shares via internet, telephone, or mail to ensure their vote is counted.

Key Dates

• 2025-09-29: 2025 Annual Meeting of Stockholders — Date for stockholders to vote on director re-election and auditor ratification.
• 2025-08-25: Record Date — Determines which stockholders are entitled to vote at the Annual Meeting.
• 2025-09-30: Fiscal Year End — The fiscal year for which Bush & Associates CPA LLC is appointed as the independent auditor.
• 2028: Director Term Expiration — The year Stephen Markscheid's re-elected term as director will expire, indicating a three-year term.
• 2025-09-17: Mailing of Proxy Materials — Date when the proxy statement, proxy card, and annual report are sent to stockholders.

Glossary

DEF 14A

A filing with the SEC that provides detailed information for a company's annual meeting of stockholders, including proposals to be voted on. (This document is the DEF 14A filing for Richtech Robotics Inc.'s 2025 Annual Meeting.)

Proxy Statement

A document that the SEC requires companies to provide to shareholders before a meeting where a vote will take place, detailing the matters to be voted on. (This document is the proxy statement for the Richtech Robotics Inc. 2025 Annual Meeting.)

Class A Common Stock

A class of common stock that carries ten votes per share. (Stockholders holding Class A Common Stock have significant voting power at the Annual Meeting.)

Class B Common Stock

A class of common stock that carries one vote per share. (Stockholders holding Class B Common Stock have voting rights, but less per share than Class A.)

Record Date

A specific date set by a company to determine which shareholders are eligible to receive notice of and vote at a shareholder meeting. (August 25, 2025, is the Record Date for determining who can vote at the Annual Meeting.)

Independent Registered Public Accounting Firm

An external audit firm hired by a company to conduct an independent audit of its financial statements. (Bush & Associates CPA LLC is proposed to be ratified as the independent auditor for the fiscal year ending September 30, 2025.)

Year-Over-Year Comparison

This filing is a proxy statement for the 2025 Annual Meeting and does not contain comparative financial data to a previous filing. It focuses on the proposals for the upcoming meeting, including the re-election of a director and the ratification of the independent auditor. Information regarding the company's financial performance for the fiscal year ended September 30, 2024, is available in the referenced Annual Report on Form 10-K/A.

Key Financial Figures

• $0.0001 — of our Class A common stock, par value $0.0001 per share (the " Class A Common Stock "

Filing Documents

• ea0257517-def14a_richtech.htm (DEF 14A) — 313KB
• image_001.jpg (GRAPHIC) — 237KB
• image_002.jpg (GRAPHIC) — 257KB
• 0001213900-25-088233.txt ( ) — 1921KB
• rr-20250917.xsd (EX-101.SCH) — 9KB
• rr-20250917_def.xml (EX-101.DEF) — 2KB
• rr-20250917_lab.xml (EX-101.LAB) — 33KB
• ea0257517-def14a_richtech_htm.xml (XML) — 4KB

From the Filing

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box: Preliminary Proxy Statement Confidential, for Use of the Commission Only (as Permitted by Rule 14a-6(e)(2)) Definitive Proxy Statement Definitive Additional Materials Solicitation Material Pursuant to 240.14a-12 RICHTECH ROBOTICS INC. (Name of Registrant as Specified in its Charter) (Name of Person(s) Filing Proxy Statement, if Other Than the Registrant) Payment of Filing Fee (Check the appropriate box): No fee required. Fee paid previously with preliminary materials. Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11 RICHTECH ROBOTICS INC. 2975 Lincoln Rd Las Vegas, NV 89115 September 17, 2025 To the Stockholders of Richtech Robotics Inc.: You are cordially invited to attend the 2025 Annual Meeting of Stockholders (the " Annual Meeting ") of Richtech Robotics Inc. (the " Company ") to be held at the offices of the Company at 2975 Lincoln Rd, Las Vegas, NV 89115, on Monday, September 29, 2025 at 10:00 a.m. Pacific Time, for the following purposes: 1. To re-elect Stephen Markscheid as a director (the " Director Nominee ") to serve on the Company's Board of Directors (the " Board ") for a three-year term that will expire at the 2028 Annual Meeting of Stockholders, or until his successor is elected and qualified; 2. To ratify the appointment by the Board of Bush & Associates CPA LLC as the Company's independent registered public accounting firm for the fiscal year ending September 30, 2025; and 3. To transact such other business as may properly come before the Annual Meeting or any adjournment thereof. THE BOARD UNANIMOUSLY RECOMMENDS A VOTE FOR THE ELECTION OF THE DIRECTOR NOMINEE and A VOTE FOR THE RATIFICATION OF THE APPOINTMENT OF THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE Fiscal year ending September 30, 2025 . The Board has fixed the close of business on August 25, 2025 as the record date (the " Record Date ") for the determination of stockholders entitled to notice of, and to vote at, the Annual Meeting or any postponement or adjournment thereof. Accordingly, only stockholders of record at the close of business on the Record Date are entitled to notice of, and shall be entitled to vote at, the Annual Meeting or any postponement or adjournment thereof. Your vote is important. You are requested to carefully read the Proxy Statement and accompanying Notice of Annual Meeting for a more complete statement of matters to be considered at the Annual Meeting. Sincerely yours, /s/ Zhenwu (Wayne) Huang Zhenwu (Wayne) Huang Chief Executive Officer and Director Richtech Robotics Inc. IMPORTANT WHETHER OR NOT YOU EXPECT TO ATTEND THE ANNUAL MEETING, PLEASE READ THE PROXY STATEMENT AND PROMPTLY VOTE YOUR PROXY VIA THE INTERNET, BY TELEPHONE OR, IF YOU RECEIVED A PRINTED FORM OF PROXY IN THE MAIL, BY COMPLETING, DATING, SIGNING AND RETURNING THE ENCLOSED PROXY IN ORDER TO ASSURE REPRESENTATION OF YOUR SHARES AT THE ANNUAL MEETING. YOUR PROXY, GIVEN THROUGH THE RETURN OF THE PROXY CARD, MAY BE REVOKED PRIOR TO ITS EXERCISE BY FILING WITH OUR CORPORATE SECRETARY PRIOR TO THE ANNUAL MEETING A WRITTEN NOTICE OF REVOCATION OR A DULY EXECUTED PROXY BEARING A LATER DATE, OR BY ATTENDING THE ANNUAL MEETING AND VOTING. IF YOU HAVE ALREADY VOTED OR DELIVERED YOUR PROXY FOR THE ANNUAL MEETING, YOUR VOTE WILL BE COUNTED, AND YOU DO NOT HAVE TO VOTE YOUR SHARES AGAIN. IF YOU WISH TO CHANGE YOUR VOTE, YOU SHOULD REVOTE YOUR SHARES. THE PROXY STATEMENT, OUR FORM OF PROXY CARD, AND OUR ANNUAL REPORT ON FORM 10-K/A FOR THE FISCAL YEAR ENDED SEPTEMBER 30, 2024 ARE BEING MAILED TO STOCKHOLDERS ON OR ABOUT SEPTEMBER 17, 2025. RICHTECH ROBOTICS INC. 2975 Lincoln Rd Las Vegas, NV 89115 NOTICE OF ANNUAL MEETING OF STOCKHOLDERS To be held on September 29, 2025 This proxy statement is furnished in connection with the solicitation of proxies by the Board of Directors (the " Board ") of Richtech Robotics Inc. (the " Company ") for use at the 2025 Annual Meeting of Stockholders of the Company and at all adjournments and postponements thereof (the " Annual Meeting "). The Annual Meeting will be held at 10:00 a.m. Pacific Time on Monday, September 29, 2025 at the offices of the Company at 2975 Lincoln Rd, Las Vegas, NV 89115, for the following purposes: 1. To re-elect Stephen Markscheid as a director (the " Director Nominee ") to serve on the Company's Board of Directors (the " Board ") for a three-year term that will expire at the 2028 Annual Meeting of Stockholders, or until his successor is elected and qualified; 2. To ratify the appointment by the Board of Bush & Associates CPA LLC (the " Auditor ") as the Company's indep